I have seen some outrageous corporate governance breaches in my time but today's just posted documents is outrageous.

https://find-and-update.company-information.service.gov.uk/company/03139019/filing-history

https://find-and-update.company-information.service.gov.uk/company/03142609/filing-history

https://find-and-update.company-information.service.gov.uk/company/03654040/filing-history

All the remunerated directors resigned IMMEDIATELY AFTER they had appointed Will Fraser-Allen and Vikash Hansrani as Directors.

That was neither discclosed in, nor authorised by, the Resolutions of the Merger documentattion

Conclusion: All Directors love their fees but as soon as any responsibility arises they all do a runner and appoint their chums at Albion to the Board of the residual entity so that they can escape any and all blame and liability for dealings with the liquidators who have to chase Albion for the Quantexa and other frauds that Will Fraser-Allen personally perpetrated, and they approved, and then carefully drafted the below in the Merger documents to ensure the liquidators are in his pocket:

" 11. RELIANCE ON INFORMATION The Liquidators shall be entitled to act and rely, without enquiry, on any information furnished or made available to them or any of them, as the case may be, in connection with the Scheme and the Transfer Agreement including, for the avoidance of doubt, any certificate, opinion, advice, valuation, evidence or other information furnished or made available to them by (a) the Acquirer VCT, the Acquirer VCT Board and any individual director of the Acquirer VCT, (b) the Target VCT, the Target VCT Board and any individual director of the Target VCT, (c) Albion Capital and/or any Albion Capital Group entity and/or their affiliates, and/or (d) the registrar, custodians and/or bankers, and/or other professional advisers of the Acquirer VCT and/or the Target VCT, and the Liquidators shall not be liable or responsible for any loss suffered as a result thereof. 

 12. LIQUIDATORS’ LIABILITY Nothing in the Scheme or in any document executed under or in connection with the Scheme shall impose any personal liability on the Liquidators or either of them save for any liability arising out of any negligence, breach of duty or wilful default by the Liquidators in the performance of their duties and this shall, for the avoidance of doubt, exclude any such liability for any action taken by the Liquidators in accordance with the Scheme or the Transfer Agreement."

No wonder the City of London is dying on its feet.

More to follow when the documents become available but it seems to me that unless all Directors of the surviving VCTs are removed and replaced by people who can be trusted not to be in the pocket of the demonstrable liar and fraudster Will Fraser-Allen and his Albion Capital Group llp HMRC tax-evading sidekicks, the shareholders of the VCTs will be stuffed once again.





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